STATE OF FLORIDA OFFICE OF THE ATTORNEY GENERAL

DEPARTMENT OF LEGAL AFFAIRS

IN THE INVESTIGATION OF: AGENCY FILE NO. Ll0-3-1184

BLUEGREEN CORPORATION, BLUEGREEN VACATIONS UNLIMITED, INC. and GREAT VACATION DESTINATIONS, INC.

RESPONDENTS.

--~--------------------------------~/

ASSURANCE OF VOLUNTARY COMPLIANCE FOR §LUEGREEN CORPORATION, BLUEGREEN VACATIONS UNLIMITED, INC.

AND GREAT VACATION DESTINATIONS

Pursuant to the provisions of Chapter 50 1, Part II, Florida Statutes, the Office of the

Attorney General, Department of Legal Affairs, State of Florida ("Attorney General") has

investigated the business practices of BLUEGREEN CORPORATION, BLUEGREEN

VACATIONS UNLIMITED, INC. and GREAT VACATION DESTINATIONS, INC.

(hereafter alternately referred to as the "RESPONDENTS").

The RESPONDENTS agree to enter into this Assurance ofVoluntary Compliance (AVC),

without an admission that they have violated the law in order to amicably resolve the Attorney

General's investigation of the RESPONDENTS, pursuant to Agency Case No. Ll0-3-1184 and

Section 50 1.207( 6) of the Florida Statutes.

INITIALS ______ _

The Attorney General, by the signature of her Deputy Attorney: General affixed hereto,

does hereby accept the instant AVC and in tum terminates the Attorney deneral's investigation as

it concerns the RESPONDENTS by virtue of the authority vested in the Office of the Attorney

General, pursuant to Section 501.207(6) of the Florida Statutes.

I. ATTORNEY GENERAL'S ALLEGATIONS (WITHOUT ADMISSION OF WRONGDOING OR WRONGFUL INTENT)

The Respondent, BLUEGREEN CORPORATION, is a Massachusetts corporation which

was registered to do business in the State of Florida in or around 1991, and its principal office is

located in Boca Raton, Palm Beach County, Florida. BLUEGREEN CORPORATION is

engaged in the marketing and sale of timeshare interests, vacation club interests, mini-vacations

and timeshare samplers both in Florida and throughout the United States.

The Respondent, BLUEGREEN VA CATIONS UNLIMINTED, INC., is a Florida

corporation registered and established in the State of Florida in or around 1993, and its principal

office is located in Boca Raton, Palm Beach County, Florida. BLUEGREEN VA CATIONS

UNLIMINTED, INC. is engaged in the marketing and sale of timeshare interests, vacation club

interests, mini-vacations and timeshare samplers both in Florida and throughout the United States.

The Respondent, GREAT VACATION DESTINATIONS, INC., is a Florida corporation

registered and established in the State of Florida in or around 2002, and its principal office is

located in Boca Raton, Palm Beach County, Florida. GREAT VACATION DESTINATIONS,

INC. is engaged in the marketing and sale of mini-vacations samplers both in Florida and

throughout the United States.

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In or around at least 2008, the Office of the Attorney General for ~1e State of Florida began I

receiving complaints from consumers regarding the sales and/or marketidg practices of each of the

Respondent-Companies and/or their third-party vendors of timeshare interests, vacation club

interests, mini-vacations and/or timeshare samplers.

The RESPONDENTS deny any wrongdoing and make no admission of any violation of

Florida Statute 501, Part II, or any other law, statute or regulation of the State of Florida.

II. NON-MONETARY TERMS AND CONDITIONS

In order to promote customer confidence in the RESPONDENTS' businesses and in

recognition of the mission of the Office of the Attorney General to promote and to ensure fair

consumer trade practices in the State of Florida, the RESPONDENTS agree to conduct their

business in the State of Florida in compliance with the provisions of Chapter 501, Part II, of the

Florida Statutes, the Florida Deceptive and Unfair Trade Practices Act, and further agree to:

A. set forth clearly, conspicuously and completely at the outset of any and all timeshare and/or

vacation club interest offers, all material terms, conditions and obligations upon which

receipt and retention of a "free" item are contingent, and as for any written materials, to

disclose all of the material terms, conditions and obligations in close conjunction with the

ofter of the "free" merchandise or service, with respect to offers of "free" or similar

merchandise or services, the receipt of which does not require tpe purchase of a good or

service;

B. accurately represent and clearly and conspicuously disclose dn material terms and/or

conditions associated with any and all other timeshare and/or vacation club interest

promotions, prizes and/or gifts;

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C. continue providing consumers purchasing timeshare property intt:rrests with notice of their

' rescission rights consistent with the Florida Vacation Plans and ~imesharing Act, Chapter

721, Part I, Florida Statutes;

D. continue providing consumers purchasing timeshare property interests with notice of their

right to cancel such timeshare interests, consistent with the Florida Vacation Plans and

Timesharing Act, Chapter 721, Part I, Florida Statutes, including, but not limited to, the

following statement in conspicuous type located immediately prior to the space in the

contract reserved for the signature of the purchaser: You may cancel this contract without

any penalty or obligation within ten (I 0) days of your signing this contract. If you decide to

cancel this contract, you must notify the seller in writing of your intent to cancel. Your

notice of cancellation shall be effective upon the date sent and shall be sent to the seller at

([the seller's] address);

E. disclose clearly and conspicuously on all lead slips used to obtain contact information of

potential customers who will be marketed timeshare and vacation programs that the

information requested is for the purpose of marketing timeshare and vacation programs

and require that any telemarketing calls made by or on behalf of BLUEGREEN

CORPORATION, BLUEGREEN VACATIONS UNLIMITED, INC. and GREAT

VACATION DESTINATIONS, INC., based upon such lead slips, fall within an

exemption to the definition of telephone solicitation calls of the Florida Telemarketing Act

as to any lead slips used to obtain information to solicit consumers by telephone;

F. make no oral or written statements during a timeshare and/or vacation presentation, that a

consumer has won a prize or promotion unless the specific consumer was the randomly

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selected winner of a valid, lawful sweepstake or other contest for which the sweepstake or

contest rules, including the odds of winning, were previously disclosed to the consumer,

in a clear and conspicuous manner;

G. make no oral or written statements during a timeshare and/or vacation presentation, that a

consumer is entitled to receive a good, service and/or combination of goods and services by

attending a vacation or timeshare presentation, unless the consumer will actually receive

the described goods, services and/or combination of goods and services at the conclusion

of the presentation, absent any further requirements, costs, expenses or obligations to the

consumer which were not previously, clearly and conspicuously disclosed to the

consumer; and

H. continue its existing policies and procedures of requiring that the RESPONDENTS'

third-party telemarketers, call centers and/or any other persons or entities marketing,

offering and/or selling the RESPONDENTS' goods and/or services not engage in and/or

participate in any manner in any timeshare, vacation club and/or telemarketing activities

which operate in violation of any Florida statute.

III. MONETARY TERMS AND CONDITIONS

The Respondents, BLUEGREEN CORPORATION, BLUEGREEN VACATIONS

UNLIMITED, INC. and GREAT VACATION DESTINATIONS, INC., agree to pay a total of

$60,000.00 (Sixty Thousand Dollars and Zero Cents) in current and future attorneys' fees,

investigative fees and/or costs made payable by cashier's check or other certified funds to the

"Legal Affairs Revolving Trust Fund" and deliverable at the time upon which an authorized

representative ofthe company affixes his/her signature to this document and returns it to the Office

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of the Attorney General.

A. RESOLUTION OF CURRENT CONSUMER COMPLAINTS

The Respondents, BLUEGREEN CORPORATION, BLUEGREEN VACATIONS

UNLIMITED, INC. and GREAT VACATION DESTINATIONS, INC., shall further resolve the

complaints of each person listed on the spreadsheet attached hereto as "Exhibit A". The

individuals set forth on Exhibit A are those who have presented complaints against the

RESPONDENTS to various governmental entities, including, but not limited to, the Office of the

Attorney General for the State of Florida, and whose complaints remain unresolved. The

consumer complaints referenced in Exhibit A total approximately Two Million One Hundred

Fifty-Eight Thousand Six Hundred Sixty-Five Dollars and Eighty-Eight Cents ($2,158,665.88)

and are alleged by consumers to be amounts paid to the RESPONDENTS which are believed by

consumers to be owed to them by the RESPONDENTS. Each of the referred-to consumer

complaints eligible for relief shall be resolved in full within ninety (90) days of the date upon

which this document is fully executed by all required Parties.

At the end of the above-referenced 90-day period, the RESPONDENTS agree to present to

the Office of the Attorney General a notarized statement attesting to the fact that each of the

complaints in Exhibit A which were eligible for relief were resolved and to attach to the notarized

statement a revised copy of the same spreadsheet now entitled "Initial A VC Spreadsheet" which

has a new entry and/or column next to the name of each consumer which confirms that each

consumer complaint listed therein has been resolved and which additionally provides a clear,

explanation as to the manner in which each consumer complaint was resolved.

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To the extent that the RESPONDENTS have insufficient information upon which to

resolve a complaint, counsel for the RESPONDENTS shall promptly, and within the above-stated

period(s), notify Assistant Attorney General Carol E. A. DeGraffenreidt so that she may detennine

if additional information is available to assist the RESPONDENTS in resolving a specific

consumer complaint.

B. DEFINITIONS

"Resolved" shall mean full payment of no more than the total amount paid by a

complaining consumer to any of the Respondent-Companies and/or their third-party vendors of

timeshare interests, vacation club interests, mini-vacations and/or timeshare samplers; partial

payment of a consumer's complaint to the satisfaction of the complaining consumer; charge-backs

to a consumer's credit card of no more than the total amount paid by a complaining consumer to

any of the Respondent-Companies and/or their vendors of timeshare interests, vacation club

interests, mini-vacations and/or timeshare samplers; and/or any other alternative means of

complaint resolution made to and accepted by a consumer in satisfaction of his/her complaint

against any named Respondent-Company herein. The Office of the Attorney General retains the

right to review any and all alternative means of resolution under this Agreement. If the Office of

the Attorney General objects to the alternative means of resolution that was offered to the

consumer by the Respondents, the Office of the Attorney General will contact Respondents, in

writing, to determine the specific method of alternative means, if the consumer was satisfied and if

the complaint was resolved completely. After the aforementioned is determined, if the Office of

the Attorney General remains dissatisfied with the resolution, the Office of the Attorney General

and the Respondents will negotiate, in good faith, a mutually agreed upon resolution, prior to any

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legal action being taken under the terms of this Agreement.

"Complaints" shall include, but not be limited to, written requests for refunds, affidavits,

correspondence, requests to cancel memberships and/or any other written communication which

constitutes a claim against BLUEGREEN CORPORATION, BLUEGREEN VACATIONS

UNLIMITED, INC. and GREAT VACATION DESTINATIONS, INC.

The Parties agree that the RESPONDENTS shall not be responsible for the payment and/or

resolution of any consumer complaints, including, but not limited to those listed in Exhibit A or

those presented against any of the RESPONDENTS during the Escrow Period referenced below

under Paragraph "C. RESOLUTION OF ESCROW PERIOD CONSUMER COMPLAINTS",

which have already been resolved as defined herein; which are time-barred by the Statute of

Limitations; and/or who were not customers of BLUEGREEN CORPORATION, BLUEGREEN

VACATIONS UNLIMITED, INC. and GREAT VACATION DESTINATIONS, INC. The

Parties further agree that the RESPONDENTS shall not be responsible for any payments and/or

refunds in excess of the amount actually paid to the RESPONDENTS by a complaining consumer.

C. RESOLUTION OF ESCROW PERIOD CONSUMER COMPLAINTS

The RESPONDENTS shall further place $75,000.00 (Seventy-Five Thousand Dollars and

Zero Cents) in the RESPONDENTS' attorney's Escrow Trust Account to be used towards the

payment of any additional consumer complaints which are delivered to the RESPONDENTS by

the Office of the Attorney General and which are not resolved by any other alternative means of

complaint resolution with respect to the instant investigation within thirty (30) days of the date

upon which this document is fully executed by all required Parties ("Escrow Period"). The

selection of the consumers who ultimately receive refunds out of the Escrow Trust Account shall

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be determined by the Office of the Attorney General, after full consideration of any documentation

and/or other information provided by the RESPONDENTS in support of any contention that the

RESPONDENTS have resolved a particular consumer complaint by an alternative means of

complaint resolution

The RESPONDENTS shall provide written notice to the Office of the Attorney General

upon deposit ofthe Escrow Funds into the RESPONDENTS' attorney's Escrow Trust Account.

To the extent that the RESPONDENTS have insufficient information upon which to

resolve a complaint, counsel for the RESPONDENTS shall promptly, and within the above-stated

period(s), notify Assistant Attorney General Carol E. A. DeGraffenreidt so that she may determine

if additional information is available to assist the RESPONDENTS in resolving a specific

consumer complaint.

The Office of the Attorney General shall deliver to the RESPONDENTS any and all new

complaints about which it becomes aware within the above-referenced thirty-day Escrow Period,

and the RESPONDENTS shall ensure that all complaints received are resolved within sixty (60)

days of the RESPONDENTS' receipt of a complaint during the thirty-day Escrow Period (i.e.,

thirty (30) days within which to receive the complaints and thirty (30) days thereafter within which

to resolve all of the complaints received within the thirty-day period).

Within ninety (90) days of the expiration of the above-referenced thirty-day Escrow

Period, the RESPONDENTS agree to deliver to the Office of the Attorney General a notarized

statement attesting to the fact that any and all new complaints delivered to the RESPONDENTS by

the Office of the Attorney General within the thirty-day Escrow Period were resolved and to attach

to the notarized statement a new spreadsheet entitled "Escrow Spreadsheet" which reflects the

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name and contact information of each consumer whose complaint was delivered to the

RESPONDENTS by the Office of the Attorney General within the Escrow Period, the monetary

amount of the consumer's complaint and a clear explanation as to the manner in which each

consumer complaint was resolved by the RESPONDENTS (i.e., sixty (60) days within which to

resolve the complaints and thirty (30) days thereafter within which to prepare the required

notarized statement).

Following receipt of said notarized statement, the escrow holder shall deliver to the Respondents

and the Office of the Attorney General written email notice of intent to deliver the Escrow Funds

not allocated to consumer complaints resolution to Blue green Corporation upon expiration of five

( 5) days following the date of such notice and shall then do so, absent receipt by the escrow holder

of written email objection by any party to this A VC prior to expiration of such five (5) days.

D. RESOLUTION OF POST-ESCROW CONSUMER COMPLAINTS

For a period of one year following the expiration of the above-referenced 60-day Escrow

Period and/or after the Escrow Funds are distributed and/or released, whichever occurs last, the

RESPONDENTS agree to designate and to name an employee who shall be known as the

"Consumer Affairs Manager" who shall be responsible for resolving all new/future consumer

complaints about which the Office of the Attorney General becomes aware and delivers to the

relevant Respondent-Company. The Consumer Affairs Manager shall be available by telephone

between the hours of 9:00 a.m. to 5:00p.m., Monday through Friday, and shall assist consumers

with reaching and speaking to a Customer Service Representative at each Respondent-Company

who will further assist consumers with the resolution of their complaints.

The Office of the Attorney General shall deliver copies of all new/future consumer

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complaints to the Consumer Affairs Manager, and the RESPONDENTS shall thereafter respond to

the respective consumer's complaint within twenty (20) business days of the Consumer Affairs

Manager's receipt of a consumer complaint from the Office of the Attorney General.

New/future consumer complaints shall include "[ e ]omplaints", as previously described

above, that the Office of the Attorney General receives which refer to any of the named

Respondent-Companies herein; any address(es) connected to any of the Respondent-Companies

named herein; and/or any websites/web pages used by any of the named Respondent-Companies

herein to conduct business.

The RESPONDENTS fmally agree to maintain adequate customer service personnel after

the one-year period to examine, address and resolve all complaints which are forwarded to them by

the Office of the Attorney General after the one-year period which relate in any manner to the to

the RESPONDENTS' marketing and sale of timeshare interests, vacation club interests,

mini-vacations and timeshare samplers in Florida in an expeditious manner.

The RESPONDENTS represent that since they became aware of this Office's

investigation, on or about October 4, 2010, and in accordance with the RESPONDENTS' standard

policies, the RESPONDENTS resolved Three Hundred Sixty-Seven Thousand One Hundred

Sixty-Two Dollars and Zero Cents ($367,162.00) in cash and/or other consideration to

consumers who purchased the RESPONDENTS' timeshare interests,. vacation club interests,

mini-vacations and/or timeshare samplers and whose complaints were delivered to the

RESPONDENTS by the Office of the Attorney GeneraL

The Respondents' interest in funds paid to the Office· of the Attorney General and/or

consumers in conjunction with this A VC shall fully and completely divest when the A VC is fully

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executed by all Parties.

IV. PENALTIES

Provided that all RESPONDENTS, that is, BLUEGREEN CORPORATION,

BLUEGREEN VACATIONS UNLIMITED, INC. and GREAT VACATION DESTINATIONS,

INC., comply with the terms of this A VC, no civil penalties shall be sought against them or

imposed hereunder for any conduct arising prior to the date of the execution of this A VC.

However, in the event that any of the RESPONDENTS knowingly fail to comply with the terms

and conditions of this A VC, and such failure is not cured within fifteen (15) day of receiving

written notice from the Office of the Attorney General, then such actions are by statute prima facie

evidence of a violation of Chapter 501, Part II, Florida Statutes as to all RESPONDENTS, and the

RESPONDENTS agree to each be corporately liable for any individual RESPONDENT'S failure

to comply and to be subject to any and all civil penalties and sanctions authorized by law,

including, but not limited to, up to $500,000.00 (FIVE HUNDRED THOUSAND DOLLARS) in

penalties, attorney's tees and costs, and any other available relief permitted by law.

In the event that the RESPONDENTS, BLUEGREEN CORPORATION, BLUEGREEN

VACATIONS UNLIMITED, INC. and GREAT VACATION DESTINATIONS, INC., fail to

make any payment(s) required by the terms of this A VC within the time period provided by the

A VC to either the Office of the Attorney General or to a consumer to which the Office of the

Attorney General has directed the RESPONDENTS to make payment in resolution of the

consumer's complaint from the funds in the Escrow Account referenced herein , then such

non-payment shall constitute a material breach and default of the terms of the A VC.

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The Respondents, BLUEGREEN CORPORATION, BLUEGREEN VACATIONS

UNLIMITED, INC. and GREAT VACATION DESTINATIONS, INC., moreover consent to

venue and jurisdiction for the entry of a Final Judgment, or any other proceeding necessary to

enforce the terms of the A VC, within the Fifteenth Judicial Circuit Court, in and for Palm Beach

County, Florida.

The RESPONDENTS agree that the Office of the Attorney General may provide notice of

a default as to each and/or all of the RESPONDENTS, as follows:

Office of the General Counsel Bluegreen Corporation

4960 Conference Way North, Suite 100 Boca Raton, Florida 33431

Office Telephone Number: (561) 912-8007

V. NOSCELLANEOUSTERMS

The Respondents, BLUE GREEN CORPORATION, BLUEGREEN VACATIONS

UNLIMITED, INC. and GREAT VACATION DESTINATIONS, INC., their representatives,

agents, employees, successors, assigns, managers, officers, directors andJor any other person

acting under, by, through or on them, directly or indirectly, or through any corporate or other

device, shall comply with the Florida Deceptive and Unfair Trade Practices Act, Chapter 501, Part

II, Florida Statutes, although this A VC does not impose or establish any personal liability on any

of the foregoing.

The Respondents, BLUEGREEN CORPORATION, BLUEGREEN VACATIONS

UNLIMITED, INC. and GREAT VACATION DESTINATIONS, INC., shall further ensure that

all of the terms and conditions of this AVC are known to their representatives, agents, employees,

managers, officers, directors, assigns, successors and/or any other person acting under, by, through

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or on their behalf, with the exception of the monetary terms and conditions cited under " III.

MONETARY TERMS AND CONDITIONS" herein. The RESPONDENTS shall have the

option of revealing, but are not required to reveal, the specific details of the monetary terms and

conditions under" III. MONETARY TERMS AND CONDITIONS" herein to their

representatives, agents, employees, managers, officers, directors, assigns, successors and/or any

other person acting under, by, through or on their behalf.

Nothing herein shall be construed as a general waiver of any private right, cause of action,

or remedy of any private person against the Respondents, BLUEGREEN CORPORATION,

BLUEGREEN VACATIONS UNLIMITED, INC., GREAT VACATION DESTINATIONS,

INC., and/or their officers, directors or employees. Similarly, nothing contained herein shall

waive the right of the Respondents, BLUEGREEN CORPORATION, BLUEGREEN

VACATIONS UNLIMITED, INC. and GREAT VACATION DESTINATIONS, INC., to assert

any lawful defenses in response to consumer complaint. However, to the extent that any

consumer whose claim is resolved under the terms of the instant A VC and/or who accepts

monetary compensation and/or any other alternative form of relief from the RESPONDENTS with

respect to the consumer's existing claim against any RESPONDENT relating to a timeshare

interest, vacation club interest, mini-vacation and/or timeshare sampler, then said acceptance shall

preclude the consumer from again presenting the same claim to the Office of the Attorney GeneraL

Upon entry of this AVC, the Office of the Attorney General for the State of Florida agrees to close

its civil investigation into the activities of the Respondents, BLUEGREEN CORPORATION,

BLUEGREEN VACATIONS UNLIMITED, INC. and GREAT VACATION DESTINATIONS,

INC., described herein.

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Notwithstanding any other provision of this A VC, the Parties acknowledge that any future

violations of either this AVC or Florida law by any of the RESPONDENTS, may subject all of the

RESPONDENTS to additional and unrelated civil penalties and sanctions, as provided by law.

In the event the Respondents, BLUEGREEN CORPORATION, BLUEGREEN

VACATIONS UNLIMITED, INC. and GREAT VACATION DESTINATIONS, INC., violate

any of the terms and conditions of this A VC, they shall jointly and severally pay reasonable

attorney's fees and/or investigative costs which arise from the future violation and be subject to

any additional remedies available by law.

Although the Parties jointly participated in the negotiation of the terms articulated in this

A VC, no provision herein shall be construed for or against either Party on the grounds that any one

Party was more heavily involved in the preparation of the A VC and/or its terms.

below:

The Parties agree that all notices required hereunder shall be sufficient if given as provided

AS TO THE ATTORNEY GENERAL: Carol E. A. DeGraffemeidt Assistant Attorney General - Economic Crimes 1515 North Flagler Drive# 900 West Palm Beach, FL 33401 Office Telephone Number: (561) 837-5000, Ext 124 Electronic Mail Address: carol.degraffenreidt@myfloridalegal.com

AS TO THE RESPONDENT: Michael D. Kaminer Senior Vice President & General Counsel Bluegreen Corporation 4960 Conference Way North, Suite 100 Boca Raton, Florida 33431 Office Telephone Number: (561) 912-8007 Electronic Mail address: Michael.Kaminer@bluegreencorp.com

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VI. EFFECTIVE DATE

This AVC shall become effective upon execution by all Parties hereto, as well as, Deputy

Attorney General Trish Connors, for the Office of the Attorney General for the State of Florida,

who may refuse to accept it at her discretion, as Assistant Attorney General Carol E. A.

DeGraffenreid! has no authority to bind the Office of the Attorney General for the State of Florida,

absent the signature of the Deputy Attorney General.

IN WITNESS WHEREOF, the RESPONDENTS, BLUEGREEN CORPORATION,

BLUEGREEN VACATIONS UNLIMITED, INC. and GREAT VACATION DESTINATIONS,

INC., have caused this Assurance of Voluntary Compliance to be executed by an authorized

representative, as a true act and deed, in the county and state listed below, as of the date affixed

thereon.

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BLUEGREEN CORPORATION

Agreed to and signed thisC,fnday of~ 2012, by the below-stated person

who stated and affirmed as follows:

BY MY SIGNATURE I hereby affirm that I am acting in my capacity and within my

ecutive Officer ofBLUEGREEN CORPORATION and that

by my signature I am hi

AVC.

By:

C F EXECUTIVE OFFICER ORATION

STATE OF FLORIDA ) COUNTY OF PALM BEACH ~

BEFORE ME, this lA day of~ 2012, an officer duly

authorized to take acknowledgments in the State of Florida, personally appeared JOHN

MALONEY who acknowledged before me that he executed the foregoing instrument for the

(print, type or stamp commissioned name of Notary Public)

Personally known~ or Produced Identification (check one) Type of Identification Produced:

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BLUEGREEN VACATIONS UNLMITED, INC.

Agreed to and signed this ~day of-~ 2012, by the below-stated person

who stated and affirmed as follows:

BY MY SIGNATURE I hereby affirm that I am acting in my capacity and within my

authority as the VICE-PRESIDENT of BLUEGREEN VACATIONS UNLMITED, INC. and that

by my signature I am binding BLUEGREEN VACATIONS UNLMITED, INC. to the terms and

B~onditioZc L:---ANTHONY M. PULEO, VICE PRESIDENT BLUEGREEN VACATIONS UNLMITED, INC

STATE OF FLORIDA ) COUNTY OF PALM BEACH )

BEFORE ME, this ~day of ~f-~ _._. _ _;, 2012, an officer duly

authorized to take acknowledgments in the State ofFlorida, personally appeared ANTHONY M.

PULEO who acknowledged before me that he executed the foregoing instrument for the

purposes therein stated.

&a.b [ tt\uXVd~ (print, type or stamp commissioned name of Notary Public)

Personally known _i_ or Produced Identification (check one) Type of Identification Produced:

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GREAT VACATION DESTINATIONS, INC.

Agreed to and signed this CXV'day of MtLtJ , 2012, by the below-stated person

who stated and affirmed as follows:

BY MY SIGNATURE I hereby affirm that I am acting in my capacity and within my

authority as the Vice-President of GREAT VACATION DESTINATIONS, INC. and that by my

signature I am binding GREAT VACATION DESTll~ATIONS, INC to the terms and conditions of

this AVC.

By: ANTHONY M. PULEO, VICE PRESIDENT GREAT VACATION DESTINATIONS, INC

STATE OF FLORIDA ) COUNTY OF PALM BEACH )

BEFORE ME, this Q\y. day of ~, , 2012, an officer duly

authorized to take acknowledgments in the State of Florida, personally appeared ANTHONY M.

PULEO who acknowledged before me that he executed the foregoing instrument for the

purposes therein stated.

~O~w~ NOARYPUBLIC

SQra..h CCc\wCl(c:Js (print, type or stamp commissioned name of Notary Public)

Personally known __r:r Produced Identification (check one) Type of Identification Produced:

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Michael D. Kaminer, Senior Vice President & General Counsel Counsel for the RESPONDENTS Florida Bar No. 5355 4960 Conference Way North, Suite 100 Boca Raton, Florida 33431 Telephone: (561) 912-8007 Facsimile: (561) 912-8299 Michael.Kaminer@bluegreencorp.com www. bluegreencorp.com2

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FOR THE ATTORNEY GENERAL'S OFFICE

Assistant Attorney General Office of the Attorney General Florida Bar No. 0642101 1515 North Flagler Drive, Suite 900 West Palm Beach, Florida, 33401 Telephone No.: (561) 837-5000, Ext. 124 Facsimile No.: (561) 837-5109 Electronic mail: carol.degraffenreidt@myfloridalegal.com

Accepted this ) tf~ay of_---<....frl....:.:~:..........;l-7------' 2012 f

T riS11COilllers Deputy Attorney General Department of Legal Affairs State of Florida Office of the Attorney General The Capitol, Tallahassee, Florida 32399-1050

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